This proposal is for an innovative attitude control simulation with attitude control system visualization to support both spacecraft operations and operator training. The simulation uses the actual flight software running on an engineering model of theflight processor for the highest fidelity in operations support and training. The simulation includes a TCP/IP interface that allows it to be connected to other computers and processors to facilitate training and use during missions. For example, thespacecraft models run on one computer while the actual flight software runs on a board that is the equivalent of the flight board on the satellite. The simulation can be connected to the flight operations consoles for realistic training or use duringoperations and also can be connected to a separate training computer with graphics displays which allow the trainee to visualize the spacecraft in any operational mode. The training console applications would include other visualization tools that wouldclarify the operation of the ACS, reduce operator errors and speed training. This project is applicable to commercial spacecraft operations and training of spacecraft operators. It could also be adapted to other systems such as power plants andmanufacturiing systems.